The setup: The inaugural All Points West featured 47 artists on three stages. Most fans arrived via ferry from New York City, and considering the sheer number of people, dock waits were surprisingly short. The only complaints came from beer drinkers, who were relegated to fenced-off areas.

The extras: Activities included carnival games, environmental exhibitions and the Do Lab, a trippy jungle of misting water and giant fake flowers. The grounds were spotted with avant-garde sculptures and patrolled by the Mega Mites, elaborate balloon monsters with people inside.

Musical highlights: Before headliner Radiohead could perform songs from the album In Rainbows, New Pornographers played amid rainbows — the colorful remnants of Friday's brief rainstorm. The Canadian power-pop group ended with a cover of ELO's Don't Bring Me Down. Considering the availability of funnel cakes, hot dogs and other snacks, Brazil's CSS provided a public service. Backed by dancers dressed in '80s-style workout clothes, the band led what was essentially a dance-rock aerobics class. Gyrating like an electro-pop Elvis, Karl Hyde put a human face on Underworld's pulsating digital sound. Mash-up king Greg Gillis, aka Girl Talk, sparked a massive dance party with his DJ set. Headlining the first two nights, Radiohead was the one band seemingly everyone could agree on. Bathed in dramatic green, blue and red light, the quintet mixed new songs with old faves, such as Fake Plastic Trees, a gentle acoustic ballad that silenced Saturday's crowd. The group fared as well with its more experimental material, filling the park with odd beats and electronic textures. No one was more transfixed than singer Thom Yorke, who twitched and shook with the music.

Contrasting sounds: Montreal duo Chromeo kicked off Day 2 with some Prince-style electro-funk jams. One stage away, the Felice Brothers invoked a far earlier era, slurring and clanging through hard-luck country and folk songs. Saturday's lineup included K'Naan, a socially conscious Somali rapper, and the Roots, who showed off their musicianship with drum, guitar and even tuba solos. At one point, guitarist Captain Kirk Douglas doubled his notes with his own voice. Former MTV VJ and radio personality Matt Pinfield introduced the Virgins, a New York band that was equal parts punk and late-'70s Rolling Stones. Using as many as four guitars, the Black Angels buzzed through an hour of psychedelic headache rock. Family act Kings of Leon rocked the main stage with a blend of Southern stadium rock and fidgety new wave. They unveiled songs from their fourth album, Only by the Night.

The wind-down: Nashville quintet Do Novo Dahl treated Sunday early birds to a set of sweet and sticky indie-pop songs. Rogue Wave, meanwhile, served up dark, rich and stimulating sounds. Singer Zach Rogue insisted on wearing shades, even as the skies turned a threatening gray. After two days of mostly electric guitars, the Mexican-born acoustic duo Rodrigo y Gabriela was a refreshing change of pace. They had performed a day earlier in Baltimore. Still, Sunday's rain and wind didn't stop the nimble-fingered pair — Gabriela (Quintero) beating her instrument like a drum set, Rodrigo (Sanchez) playing more notes per song than some groups did in their entire sets. Cat Power recalled the Stones' Sympathy for the Devil with her seething cover of Creedence Clearwater Revival's Fortunate Son. She might have opted for Who'll Stop the Rain, because by the end of her set, the clouds had parted, no match for her plaintive soul sound.

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